The Ontario Securities Commission (OSC) has decided to vary a cease trade order (CTO) that was previously issued against Poynt Corporation. The original CTO, which prohibited trading of the issuer’s securities, was put in place due to regulatory concerns and applied to all shareholders, including those in Ontario.
Upon review, the OSC recognized that the CTO disadvantaged Ontario resident shareholders, as it restricted them from selling their shares, while shareholders in other jurisdictions could potentially trade on foreign markets. To address this inequity and without compromising the public interest, the OSC has varied the CTO to allow beneficial shareholders who are not insiders or control persons to sell their securities outside of Canada. This variation is contingent on two conditions: the sale must occur through a market outside of Canada and be conducted through an investment dealer registered in Ontario.
This decision is grounded in the provisions of the Securities Act, R.S.O. 1990, c. S.5, specifically sections 127 and 144. Section 127 outlines the OSC’s authority to issue CTOs, while section 144(1) allows for the variation or revocation of such orders. The variation aims to balance regulatory enforcement with fairness to shareholders and is effective as of July 26, 2021.